v3.26.1
Debt
 3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Debt Debt
Debt as of March 31, 2026 and December 31, 2025 (in thousands):

March 31,
2026		December 31,
2025
Loan and Security Agreement (“LSA”):
Principal amount$110,000 $110,000 
End of term charge5,500 5,500 
Unamortized debt issuance costs and unamortized end of term charge(5,060)$(5,405)
Loan and Security Agreement (carried at amortized cost)$110,440 $110,095 
The fair value of LSA, classified as Level 2 under ASC Topic 820, Fair Value Measurement
$114,318 $108,515 
Future principal payments, including the end of term charge, are as follows (in thousands):
Year ending:
Payments
2026— 
2027— 
2028115,500 
Total principal payments, including End of Term Charge
$115,500 

On March 31, 2026, the Company entered into a Transaction Agreement pursuant to which the Company will be acquired in a transaction expected to close in the third quarter of 2026, subject to the satisfaction of customary closing conditions including regulatory approvals and approval by the Company’s shareholders. The Transaction has not been determined to be probable as of March 31, 2026 for purposes of ASC 805, Business Combinations. For additional information regarding the pending transaction, see Note 3. Pursuant to the terms of the Transaction Agreement, the Company is required to prepay in full its outstanding debt under the LSA upon the closing of the transaction. The Company’s obligation to prepay is contingent solely upon the closing of the Transaction, which had not occurred as of March 31, 2026. The Company’s outstanding debt matures in December 2029, and the Company was in compliance with all covenants under the LSA as of March 31, 2026. The Company has therefore continued to classify its outstanding debt under the LSA as noncurrent in the accompanying interim consolidated balance sheet as of March 31, 2026. Upon consummation of the Transaction, the Company expects to repay the outstanding principal balance, together with accrued interest, 2% prepayment fee and end of term charge.